Participation Assignment. Lender shall have the right to assign all or any of its rights under this Agreement and the Other Agreements, and/or to offer participation interests therein, to any Person, without the consent of Borrower. In such event, Borrower shall execute such agreements, instruments and documents as Lender shall request in connection therewith, including without limitation agreements, instruments and documents in favor of each assignee and participant.
Participation Assignment. Each Lender reserves the right, in its sole discretion, without notice to Borrower, to sell to any bank, savings and loan, savings bank, credit union or other deposit-taking financial institution participations in all or any part of such Lender's Loans, Notes or interest in the Commitment in which event, the provisions of the Credit Documents shall inure to the benefit of each purchaser of a participation, but the pro rata treatment of payments and funding obligations hereunder shall be determined as if such Lender had not sold such participation. Each Lender may assign any or all or its rights and obligations under the Credit Documents to any Eligible Assignee, if such assignment involves the Commitment or such Lender's Note, such consent not to be unreasonably withheld; provided that (a) no such assignment shall result in a Lender with an interest in the Commitment of less than $5,000,000, and (b) each such assignment shall be substantially in the form of Exhibit E, with the assignor to exchange its Note for a new Note and the assignee to receive a new Note and with the assignor to have no further right or obligation with respect to the rights and obligations assumed by the assignee. Borrower agrees to cooperate with the prompt execution and delivery of documents reasonably necessary to such assignment process, including the issuance of a new Note to the assignor (if retaining an interest hereunder) and the assignee immediately upon delivery to Borrower of the assignor's Note. Upon such assignment, the assignee shall be a Lender for all purposes under the Credit Documents and the Percentages (in each case as appropriate) and Percentages of the assignor and assignee Lenders shall be adjusted appropriately.
Participation Assignment. Lender shall have the right to assign all or any of its rights under this Agreement and the Other Agreements, and/or to offer participation interests therein, to any Person, without the consent of Borrower. In such event, Borrower shall execute such agreements, instruments and documents as Lender shall request in connection therewith, including without limitation agreements, instruments and documents in favor of each assignee and participant; provided, however, that Borrower shall not be required or obligated to provide notices, reports, financial statements or other documents required hereunder to any assignee of Lender unless such assignee acquires all of Lender's rights and obligations under this Agreement and the Loan Documents.
Participation Assignment. 40 12. USURY NOT INTENDED; SAVINGS PROVISIONS.............................40
Participation Assignment. (1) Each Lender will be entitled to sell participation in the Loan Documents and the credit facilities provided under the Loan Documents without the consent of the Borrower but no such participation will carry any voting rights.
(2) Each Lender also may partially assign its individual commitment under the Line of Credit and its related rights under the Loan Documents in minimum increments of $5 million to one or more unaffiliated lenders with the prior written consent of the Borrower and the Agent. The consent of the Borrower and the Agent will not be unreasonably withheld, delayed, or conditioned, but the Agent may charge a fee of $3,500 for consent to any assignment. Any such assignment will depend on the assignee accepting and agreeing in writing to perform the assignor's rights and duties under the Loan Documents and thereby becoming a Lender under this Agreement. Upon receipt of such acceptance and agreement, the Borrower then will issue new Line of Credit Notes to the assignor and assignee that reflect the new Shares of such Lenders.
Participation Assignment. (a) This Term Loan Agreement shall be binding upon each of the Administrative Agent, the Borrower, the Lender and their respective successors and assigns; provided, however, that the Borrower may not assign its obligations under this Term Loan Agreement without the prior written consent of the Lender and the Administrative Agent.
(b) The Lender may sell, assign or transfer this Term Loan Agreement subject to the prior written consent of the Borrower.
(c) Notwithstanding clause (b) above, the Lender may at any time, without the consent of, or notice to, the Borrower, sell participations to any Person (each, a “Participant”) in all or a portion of such Lender’s rights and/or obligations under this Term Loan Agreement; provided, that (A) the Lender’s obligations hereunder shall remain unchanged, (B) the Lender shall remain solely responsible to the Borrower for the performance of such obligations; provided, further, that the Lender shall deliver notice to the Administrative Agent of the identity of each Participant. Any agreement pursuant to which the Lender sells such a participation shall provide that the Lender shall retain the sole right to enforce this Term Loan Agreement and to approve any amendment, modification or waiver of any provision of this Term Loan Agreement.
Participation Assignment. (a) Each Bank reserves the rights (1) with notice to the Obligors, the Administrative Agent and the other Banks, to sell to any bank, savings and loan, savings bank, credit union, other deposit-taking financial institution or commercial lending institution, participations in all or any part of such Bank's Loans, Notes, Warehouse Line Commitment, and (2) with or without notice to the Obligors to pledge any or all of its interests under any or all of the Facilities to a Federal Reserve Bank provided, that no Bank (other than Bank One) may assign any portion of its commitment until the earlier of (i) the date upon which Bank One's commitment has been reduced to $75,000,000 or (ii) 120 days following the effective date hereof (the "Secondary Syndication"). Participants shall have no rights under the Loan Documents other than certain voting rights as provided below. Each Bank shall be entitled to obtain (on
Participation Assignment. Lender shall have the right to assign all or any of its rights under this Agreement and the Other Agreements, and/or to offer participation interests therein, to any Affiliate or Subsidiary of Lender, without the consent of Borrowers and, if an Event of Default has occurred under this Agreement, to any non-Affiliate or non-Subsidiary of Lender, without the consent of Borrowers. In addition, if the Maximum Credit exceeds $12,000,000.00, Lender shall have the right to assign all or any of its rights under this Agreement and the Other Agreements, and/or to offer participation interests therein, to any non-Affiliate or non-Subsidiary of Lender, without the consent of Borrowers; provided, however, that upon the consummation of such assignment or participation, Borrowers shall be entitled to terminate this Agreement without the payment of any fees described in SECTION 3(e) so long as no Event of Default has occurred under this Agreement and such termination, the full satisfaction of the Liabilities, and the provision of the release described in SECTION 10 are completed within one hundred and eighty days (180) from the earlier of the consummation or the giving of notice to Borrowers of such assignment or participation. In the event of any assignment or participation, Borrowers shall execute such agreements, instruments and documents as Lender shall request in connection therewith, including without limitation agreements, instruments and documents in favor of each assignee and participant.
Participation Assignment. 38 16.5 Cross Default; Cross Collateral................................38 16.6 Binding Effect; Governing Law..................................38 16.7 Execution in Counterparts......................................38 16.8
Participation Assignment. Lender shall have the right, without the necessity of any further consent or authorization by the Borrower, to sell, assign, securitize or grant participations in all, or a portion of, Lender's interest in the Revolving Loans, to other financial institutions of the Lender's choice and on such terms as are acceptable to Lender in its sole discretion. Lender shall request that each prospective participant or purchaser maintain the information and documentation submitted to such Person in confidence in accordance with their customary practices.
